0000904853-20-000002.txt : 20200312 0000904853-20-000002.hdr.sgml : 20200312 20200311174802 ACCESSION NUMBER: 0000904853-20-000002 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20200312 DATE AS OF CHANGE: 20200311 GROUP MEMBERS: AMSTER TRADING CO CHARITABLE REMAINDER UNITRUST UA 09/07/2000 GROUP MEMBERS: HOWARD AMSTER GROUP MEMBERS: LAUGHLIN HOLDINGS GROUP MEMBERS: PLEASANT LAKE APARTMENTS CORP GROUP MEMBERS: PLEASANT LAKE APARTMENTS LP SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Medley Capital Corp CENTRAL INDEX KEY: 0001490349 IRS NUMBER: 274576073 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-86732 FILM NUMBER: 20706453 BUSINESS ADDRESS: STREET 1: 280 PARK AVENUE STREET 2: 6TH FLOOR EAST CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-759-0777 MAIL ADDRESS: STREET 1: 280 PARK AVENUE STREET 2: 6TH FLOOR EAST CITY: NEW YORK STATE: NY ZIP: 10017 FORMER COMPANY: FORMER CONFORMED NAME: Medley Capital BDC LLC DATE OF NAME CHANGE: 20100426 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Amster Howard CENTRAL INDEX KEY: 0000904853 FILING VALUES: FORM TYPE: SC 13D/A MAIL ADDRESS: STREET 1: 23811 CHAGRIN BLVD # 200 CITY: BEACHWOOD STATE: OH ZIP: 44122-5525 FORMER COMPANY: FORMER CONFORMED NAME: AMSTER HOWARD DATE OF NAME CHANGE: 19970311 SC 13D/A 1 13DA.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* MEDLEY CAPITAL CORP (Name of Issuer) COMMON STOCK PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 58503F-10-6 (CUSIP Number) HOWARD AMSTER 44 COCOANUT ROW SUITE #B323 PALM BEACH, FL 33480-4069 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) March 09, 2020 (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 1 and is filing this schedule because of 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See 240.13d-7 for other parties to whom copies are to be sent. * The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) HOWARD AMSTER 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a)x (b) 3. SEC USE ONLY 4. SOURCE OF FUNDS (see instructions) PF 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) 6. CITIZENSHIP OR PLACE OF ORGANIZATION UNITED STATES 7. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITHSOLE VOTING POWER 1,318,443 8. SHARED VOTING POWER 2,710,378* 9. SOLE DISPOSITIVE POWER 1,318,443 10. SHARED DISPOSITIVE POWER 2,710,378* 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,028,821 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.40%** 14. TYPE OF REPORTING PERSON (see instructions) IN *These shares are deemed to be beneficially owned by Howard Amster, as a result his personal ownership and in his capacity as the President of Pleasant Lakes Apts. Corp, which is the General Partner of Pleasant Lakes Apts. Limited Partnership, and in his capacity as the trustee of various trusts as listed **Denominator is based on the 54,474,211 shares of stock outstanding as of March 5, 2020 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) PLEASANT LAKE APARTMENTS LP 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a)x (b) 3. SEC USE ONLY 4. SOURCE OF FUNDS (see instructions) WC 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) 6. CITIZENSHIP OR PLACE OF ORGANIZATION OHIO 7. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE VOTING POWER 1,493,427 8. SHARED VOTING POWER 2,535,394* 9. SOLE DISPOSITIVE POWER 1,493,427 10. SHARED DISPOSITIVE POWER 2,535,394* 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,028,821 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.40%** 14. TYPE OF REPORTING PERSON (see instructions) PN *These shares are deemed to be beneficially owned by Pleasant Lake Apts LP, as the General Partner for the entity is Pleasant Lakes Apts Corp, whose President is Howard Amster **Denominator is based on the 54,474,211 shares of stock outstanding as of March 9, 2020 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) AMSTER TRADING COMPANY CHARTIABLE REMAINDER UNITRUST UA 09/07/2000 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) (b) 3. SEC USE ONLY 4. SOURCE OF FUNDS (see instructions) WC 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) CITIZENSHIP OR PLACE OF ORGANIZATION OHIO 7. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE VOTING POWER 0 8. SHARED VOTING POWER 0 9. SOLE DISPOSITIVE POWER 0 10. SHARED DISPOSITIVE POWER 0 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0 14. TYPE OF REPORTING PERSON (see instructions) OO 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) LAUGHLIN HOLDINGS 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a)x (b) 3. SEC USE ONLY 4. SOURCE OF FUNDS (see instructions) WC 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) 6. CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE 7. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE VOTING POWER 194,572 8. SHARED VOTING POWER 3,834,249* 9. SOLE DISPOSITIVE POWER 194,572 10. SHARED DISPOSITIVE POWER 3,834,249* 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,028,821 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.40%** 14. TYPE OF REPORTING PERSON (see instructions) PN *These shares are deemed to be beneficially owned by the Laughlin Holdings, as the general partner is Pleasant Lake Apts Partnership LP, whose general partner is Pleasant Lake Apts Corp, whose President is Howard Amster **Denominator is based on the 54,474,211 shares of stock outstanding as of March 5, 2020 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) PLEASANT LAKE APARTMENTS CORP 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a)x (b) 3. SEC USE ONLY 4. SOURCE OF FUNDS (see instructions) WC 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) 6. CITIZENSHIP OR PLACE OF ORGANIZATION OHIO 7. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE VOTING POWER 11,145 8. SHARED VOTING POWER 4,017,676* 9. SOLE DISPOSITIVE POWER 11,145 10. SHARED DISPOSITIVE POWER 4,017,676* 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,028,821 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.40% 14. TYPE OF REPORTING PERSON (see instructions) CO *These shares are deemed to be beneficially owned by Pleasant Lake Apts Corp as the President is Howard Amster **Denominator is based on the 54,474,211 shares of stock outstanding as of March 09, 2020 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) BETTY KIMBREW 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) (b) 3. SEC USE ONLY 4. SOURCE OF FUNDS (see instructions) PF 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) 6. CITIZENSHIP OR PLACE OF ORGANIZATION UNITED STATES 7. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE VOTING POWER 56,064 8. SHARED VOTING POWER 0 9. SOLE DISPOSITIVE POWER 56,064 10. SHARED DISPOSITIVE POWER 0 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 56,064 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.10%* 14. TYPE OF REPORTING PERSON (see instructions) IN * Denominator is based on the 54,474,211 shares of stock outstanding as of March 09, 2020 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) WILLIAM COSTARAS 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) (b) 3. SEC USE ONLY 4. SOURCE OF FUNDS (see instructions) PF 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) 6. CITIZENSHIP OR PLACE OF ORGANIZATION UNITED STATES 7. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE VOTING POWER 3,727 8. SHARED VOTING POWER 15,200* 9. SOLE DISPOSITIVE POWER 3,727 10. SHARED DISPOSITIVE POWER 15,200* 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 18,927 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.04%** 14. TYPE OF REPORTING PERSON (see instructions) IN *These shares are deemed to be owned by William Costaras due to his position as a trustee of the Howard Amster IRR Trust DTD 12/13/2012 ** Denominator is based on the 54,474,211 shares of stock outstanding as of March 09, 2020 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Howard Amster IRR Trust DTD 12/31/2012 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) (b) 3. SEC USE ONLY 4. SOURCE OF FUNDS (see instructions) WC 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) 6. CITIZENSHIP OR PLACE OF ORGANIZATION OH 7. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE VOTING POWER 15,200 8. SHARED VOTING POWER 3,727* 9. SOLE DISPOSITIVE POWER 15,200 10. SHARED DISPOSITIVE POWER 3,727* 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 18,927 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.04%* 14. TYPE OF REPORTING PERSON (see instructions) IN *These shares are deemed to be beneficially owned by the Howard Amster IRR Trust DTD 12/13/12 as William Costaras serves as a trustee **Denominator is based on the 54,474,211 shares of stock outstanding as of March 9, 2020 This Amendment No. 1 to Schedule 13D (this Amendment No.1) amends and supplements the state on Schedule 13D originally filed with the Securities and Exchange Commission (SEC) on December 27, 2019, with respected to the common stock, par value $0.001 per share (the Common Stock) of Medley Capital Corporation, a Delaware Corporation (the Issuer). Except as specifically amended by this Amendment No. 1, the Schedule 13D is unchanged. Unless otherwise indicated, each capitalized term used but not otherwise defined herein shall have meaning assigned to such term in the Initial 13D. (c)Prior to March 9, 2020 Amster Trading Company Charitable Remainder Unitrust UA 09/07/200 ceased to exist and all assets were distributed. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, we certify that the information set forth in this statement is true, complete and correct. HOWARD AMSTER /s/ Howard Amster Date: March 11, 2020 AMSTER TRADING COMPANY CRUT U/A DTD 09/07/2000 By; /s/ Howard Amster Name: Howard Amster Title: President Amster Trading Company, Trustee Date: March 11, 2020 LAUGHLIN HOLDING LP By; /s/ Howard Amster Name: Howard Amster Title: President Pleasant Lake Apts Corp, General Partner of Pleasant Lakes Apts LP General Partner of Laughlin Holdings LP Date: March 11, 2020 PLEASANT LAKE APTS LP By; /s/ Howard Amster Name: Howard Amster Title: President of Pleasant Lakes Apts Corp, General Partner Date: March 11, 2020 PLEASANT LAKE APTS CORP By; /s/ Howard Amster Name: Howard Amster Title: President Date: March 11, 2020 WILLIAM COSTARAS /s/ William Costaras Date: March 11, 2020 Howard Amster IRR Trust 12/13/12 /s/ William Costaras Name: William Costaras Title: Trustee Date: March 11, 2020 BETTY KIMBREW /s/ Betty Kimbrew Date: March 11, 2020 CUSIP NO. 58503F-10-6 SCHEDULE 13D Page 1